Multiconsult

Share Issue/Capital Change • May 22, 2015

Multiconsult ASA - Stabilisation and over-allotment notice

Multiconsult ASA - Stabilisation and over-allotment notice

Oslo, 22 May 2015: Reference is made to the stock exchange announcement

published on 22 May 2015, in which Multiconsult ASA ("Multiconsult" or the

"Company") announced the successful completion of its initial public offering

(the "Offering").

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO U.S. NEWS WIRE

SERVICES OR FOR DISSEMINATION IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING

ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OF AMERICA AND

THE DISTRICT OF COLUMBIA) (THE "UNITED STATES"), AUSTRALIA, CANADA OR JAPAN, OR

ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

Multiconsult ASA - Stabilisation and over-allotment notice

Oslo, 22 May 2015: Reference is made to the stock exchange announcement

published on 22 May 2015, in which Multiconsult ASA ("Multiconsult" or the

"Company") announced the successful completion of its initial public offering

(the "Offering").

Arctic Securities AS (the "Stabilisation Manager") may, on behalf of the Joint

Bookrunners for the Offering and listing on the Oslo Børs of the shares (the

"Shares") of Multiconsult, engage in stabilisation activities in the Shares from

today, 22 May 2015, to and including 19 June 2015 (the "Stabilisation Period").

The stabilisation transactions are aimed to support the market price of the

Shares. In connection with the Offering, the Joint Bookrunners have been granted

an over-allotment option (the "Over-allotment Option") and have over-allotted to

the investors in the Offering 1,590,000 Shares, which equals 15% of the number

of Shares sold in the Offering before over-allotments. The over-allotted Shares

have been borrowed from Stiftelsen Multiconsult.

The Over-allotment Option entitles the Joint Bookrunners, at the request of the

Stabilisation Manager, to purchase up to 1,590,000 additional Shares from

Stiftelsen Multiconsult at a price per Share equal to the offer price in the

Offering of NOK 78 per Share (the "Offer Price").

The Stabilisation Manager (or persons acting on behalf of the Stabilisation

Manager) may effect transactions that stabilise or maintain the price of the

Shares at a level higher than that which might otherwise prevail, by buying

Shares in the open market at prices equal to or lower than (but not above) the

Offer Price. However, there is no obligation on the Stabilisation Manager or any

person acting for the Stabilisation Manager to do so. Moreover, there is no

assurance that the Stabilisation Manager (or persons acting on behalf of the

Stabilisation Manager) will undertake stabilisation activities. If stabilisation

activities are commenced, they may be discontinued at any time, and must end

upon the expiry of the Stabilisation Period.

Within one week after the end of the Stabilisation Period, the Stabilisation

Manager and the Company will jointly inform the market through the Oslo Stock

Exchange's information system under the Company's ticker symbol, "MULTI", of

whether any stabilisation transactions have been effected, the date at which

stabilisation started, the date at which stabilisation last occurred, and the

price range within which stabilisation was carried out for each of the dates

during which stabilisation transactions were carried out.

Any stabilisation activities will be conducted in accordance with Section 3-12

of the Norwegian Securities Trading Act and Commission Regulation (EC) No.

2273/2003 implementing Directive 2003/6/EC of the European Parliament and of the

Council as regards exemptions for buy-back programmes and stabilisation of

financial instruments.

For further details see the prospectus dated 8 May 2015 issued by Multiconsult

in connection with the Offering.

ABG Sundal Collier Norge ASA and Arctic Securities AS (collectively the

"Managers") are acting as Joint Global Coordinators and Joint Bookrunners in the

IPO.

About Multiconsult ASA

Multiconsult is a leading Norwegian multidisciplinary engineering consulting

firm, with more than 1,700 employees and 30 offices in Norway and abroad.

Multiconsult's home market is Norway, representing 92% of 2014 operating

revenues. The Company focuses on six market

areas[1] (http://file///C:/Users/gc/AppData/Local/Microsoft/Windows/Temporary%20I

nternet%20Files/Content.Outlook/5RV57N5V/MULTI%20

-%20Stabilisation%20notice_220515vFINAL%20(clean).docx#_ftn1); Buildings and

Properties (33%), Transport and Infrastructure (31%), Energy (16%), Oil and Gas

(12%), Industry (4%) and Environment and Natural resources (4%). The Company has

an operating history that spans more than a century, with the inception of Norsk

Vandbygningskontor in 1908. In 2014, Multiconsult completed more than 8,000

projects for approx. 3,700 different customers.

[1] % figures are share of operating revenues in 2014

Important Notice

This announcement is not and does not form a part of any offer to sell, or a

solicitation of an offer to purchase, any securities of the Company.

Copies of this announcement are not being made and may not be distributed or

sent into the United States, Australia, Canada, Japan or any other jurisdiction

in which such distribution would be unlawful or would require registration or

other measures.

The securities referred to in this announcement have not been and will not be

registered under the U.S. Securities Act of 1933, as amended (the "Securities

Act"), and accordingly may not be offered or sold in the United States absent

registration or an applicable exemption from the registration requirements of

the Securities Act and in accordance with applicable U.S. state securities laws.

The Company does not intend to register any part of the offering in the United

States or to conduct a public offering of securities in the United States. Any

sale in the United States of the securities mentioned in this announcement will

be made solely to "qualified institutional buyers" as defined in Rule 144A under

the Securities Act.

Any offering of the securities referred to in this announcement will be made by

means of a prospectus. This announcement is not a prospectus for the purposes of

Directive 2003/71/EC (as amended, together with any applicable implementing

measures in any Member State, the "Prospectus Directive"). Investors should not

subscribe for any securities referred to in this announcement except on the

basis of information contained in a prospectus.

In any EEA Member State that has implemented the Prospectus Directive, this

communication is only addressed to and is only directed at qualified investors

in that Member State within the meaning of the Prospectus Directive.

This communication is only being distributed to and is only directed at persons

in the United Kingdom that are (i) investment professionals falling within

Article 19(5) of the Financial Services and Markets Act 2000 (Financial

Promotion) Order 2005, as amended (the "Order") or (ii) high net worth entities,

and other persons to whom this announcement may lawfully be communicated,

falling within Article 49(2)(a) to (d) of the Order (all such persons together

being referred to as "relevant persons"). This communication must not be acted

on or relied on by persons who are not relevant persons. Any investment or

investment activity to which this communication relates is available only to

relevant persons and will be engaged in only with relevant persons. Persons

distributing this communication must satisfy themselves that it is lawful to do

so.

Matters discussed in this announcement may constitute forward-looking

statements. Forward-looking statements are statements that are not historical

facts and may be identified by words such as "believe", "expect", "anticipate",

"strategy", "intends", "estimate", "will", "may", "continue", "should" and

similar expressions. The forward-looking statements in this release are based

upon various assumptions, many of which are based, in turn, upon further

assumptions. Although the Company believes that these assumptions were

reasonable when made, these assumptions are inherently subject to significant

known and unknown risks, uncertainties, contingencies and other important

factors which are difficult or impossible to predict and are beyond its control.

Actual events may differ significantly from any anticipated development due to a

number of factors, including without limitation, changes in public sector

investment levels, changes in the general economic, political and market

conditions in the Norwegian market, the Company's ability to attract, retain and

motivate qualified personnel, changes in the Company's ability to engage in

commercially acceptable acquisitions and strategic investments, and changes in

laws and regulation and the potential impact of legal proceedings and actions.

Such risks, uncertainties, contingencies and other important factors could cause

actual events to differ materially from the expectations expressed or implied in

this release by such forward-looking statements. The Company does not guarantee

that the assumptions underlying the forward-looking statements in this

presentation are free from errors nor does it accept any responsibility for the

future accuracy of the opinions expressed in this presentation or any obligation

to update or revise the statements in this presentation to reflect subsequent

events. You should not place undue reliance on the forward-looking statements in

this document.

The information, opinions and forward-looking statements contained in this

announcement speak only as at its date, and are subject to change without

notice. The Company does not undertake any obligation to review, update,

confirm, or to release publicly any revisions to any forward-looking statements

to reflect events that occur or circumstances that arise in relation to the

content of this announcement.